Welcome to our dedicated page for FG Merger II SEC filings (Ticker: FGMC), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Tracking when a SPAC like FG Merger Corp (FGMC) extends its deadline, redeems shares, or signals a potential partner is vital, yet the language of its disclosures can slow even seasoned analysts. Dense 8-K material events, quarterly 10-Q trust-balance tables and lengthy S-1 amendments hide the numbers that drive price moves.
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FG Merger II Corp. (FGMC) shared a Rule 425 communication about its proposed two-step merger with Boxabl Inc. Under the structure, FGMC’s subsidiary will first merge into Boxabl, then the survivor will merge into FGMC, with FGMC continuing as the public company renamed BOXABL Inc.
FGMC, which trades on Nasdaq, would remain the listed entity and adopt the anticipated ticker $BXBL after closing. Holders of $FGMC shares would automatically receive $BXBL shares at that time. The parties disclosed that their merger deadline has been extended to March 31, 2026, subject to regulatory and shareholder approvals. FGMC has filed a Form S-4 that includes proxy materials and a prospectus for the securities to be issued to Boxabl shareholders.
FG Merger II Corp. (FGMC) filed a Rule 425 communication outlining its proposed two-step merger with Boxabl Inc. The structure merges Boxabl into an FGMC subsidiary, then into FGMC, with FGMC as the surviving public company renamed BOXABL Inc. The parties previously announced a $3.5 billion combination.
FGMC has filed a Form S-4 to register the transaction; a proxy statement/prospectus will be mailed after effectiveness for shareholder votes. The discussion highlights Boxabl’s modular housing model: the flagship Casita studio (about 361 sq. ft.) unfolds on-site rapidly, with current factory output of roughly one unit every 2–3 hours and the goal of scaling significantly. An example project cited was a $9 million order for 156 homes. Boxabl notes about 50,000 investors from prior Reg A+ rounds totaling $230 million, and FGMC references a potential $55 million PIPE as part of the capital plan.
FG Merger II Corp. announced progress on its proposed business combination with Boxabl Inc. The deal is structured as a two-step merger in which Boxabl will first merge into a subsidiary of FGMC, then into FGMC itself, with FGMC surviving as the public company renamed BOXABL Inc.
FGMC is currently listed on Nasdaq and, upon closing, is expected to trade under the anticipated ticker BXBL. Holders of FGMC shares would convert to BXBL at closing. The parties disclosed that the merger deadline has been extended to March 31, 2026, and the transaction remains subject to regulatory and shareholder approvals.
FGMC has filed a Form S-4 registration statement that includes the proxy statement/prospectus for the shareholder vote. After the registration statement is declared effective, definitive materials will be mailed to eligible shareholders. The communication reiterates standard forward‑looking statement and no‑offer disclaimers.
FG Merger II Corp. (FGMC) filed its quarterly report, detailing SPAC operations, IPO proceeds held in trust, and progress on its proposed business combination.
As of September 30, 2025, FGMC reported cash held in trust of $81,850,181 and cash of $578,786. For the nine months ended September 30, 2025, net income was $974,654, driven by $2,250,181 of investment income on the trust, offset by $802,988 in general and administrative expenses and $472,539 in income tax expense. For the quarter, net income was $77,269 on investment income of $847,927 and G&A of $592,593.
FGMC completed its IPO on January 30, 2025, selling 8,000,000 units at $10.00 and a simultaneous private placement of 248,300 units plus 1,000,000 $15 private warrants. A total of $80,800,000 (or $10.10 per unit) was placed in the trust. As of November 5, 2025, 10,295,800 shares were issued and outstanding.
On August 4, 2025, FGMC entered into a Merger Agreement with Boxable Inc. for aggregate consideration valued at $3,500,000,000 in FGMC equity at a deemed value of $10 per share. On November 3, 2025, the agreement end date was extended to March 31, 2026.
FG Merger II Corp. (FGMC) entered into an amendment to its merger agreement with BOXABL Inc., extending the agreement end date from December 31, 2025 to March 31, 2026. The companies also issued a press release announcing the amendment.
FGMC has filed a Form S-4 registration statement that includes proxy materials for shareholder consideration of the proposed transaction. After effectiveness, definitive materials will be mailed to eligible shareholders.
FG Merger II Corp. (FGMC) entered into an amendment to its Agreement and Plan of Merger with BOXABL Inc. and FG Merger Sub II Inc., extending the Agreement End Date from December 31, 2025 to March 31, 2026.
FGMC and BOXABL issued a press release on November 4, 2025 announcing the amendment. FGMC has filed a Form S-4 registration statement that includes proxy materials for the shareholder vote related to the proposed transaction; after effectiveness, a definitive proxy statement/prospectus will be mailed to eligible shareholders. FGMC’s securities trade on Nasdaq under FGMC (Common Stock), FGMCR (Rights), and FGMCU (Units).
FG Merger II Corp. filed a Rule 425 communication about its proposed two-step merger with Boxabl Inc. Under the Agreement and Plan of Merger, a first-step merger will make Boxabl a wholly owned subsidiary of FG Merger II, followed by a second-step merger in which FG Merger II will be the surviving public company and change its name to BOXABL Inc.
The filing references a Bloomberg article noting the pending SPAC deal values Boxabl at $3.5 billion and is expected to close by year-end. The communication also states FG Merger II has filed a Form S-4 containing a proxy statement/prospectus; after effectiveness, definitive materials will be mailed to shareholders for a vote on the transaction.
The forward-looking statements section highlights risks typical for de-SPACs, including potential redemptions by FG Merger II shareholders that could leave the combined company with insufficient cash, regulatory approvals, and the need to operate as a public company after closing.
FG Merger II Corp. (FGMC) proposes a two-step merger with BOXABL that would create a Combined Company renamed BOXABL Inc. The transaction would issue 247,910,599 shares of Combined Company Common Stock to holders of BOXABL common stock and 102,089,401 shares of Combined Company Merger Preferred Stock to holders of BOXABL preferred stock. FGMC's sponsor paid $25,000 for 2,000,000 Founder Shares (pre-IPO) and holds additional private units and warrants; at closing the sponsor would own 2,273,130 Combined Company shares, with an indicated aggregate market value of approximately $22.7 million based on FGMC trading at $9.97 on September 12, 2025.
The proxy discloses material risks: Founder Shares and private units lack redemption rights and may be worthless if no business combination occurs by January 30, 2027; the Trust Account held approximately $81.7 million in U.S. government securities as of September 12, 2025; significant governance provisions may leave the Combined Company classified as a controlled company, limiting certain shareholder protections. The Merger Agreement contains exclusivity, potential dilution, and indemnity provisions; FGMC directors note litigation, listing, and execution risks.
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